On February 2, 2021, the Federal Trade Commission (FTC) announced that in 2021 the threshold for applying the size-of-parties test of the Hart-Scott-Rodino (HSR) Act will decrease from $94 million to $92 million. Deals that exceed this $92 million threshold may need to be reported to the FTC and U.S. Department of Justice (DOJ) depending on the size of the parties to the transaction as measured by the volume of their sales or the value of their assets....By: Seyfarth Shaw LLP
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On January 12, 2021, the United States District Court for the Southern District of New York dismissed a putative class action complaint against Bemis Company Inc. and members of its board of directors (collectively, “Bemis”) that alleged materially misleading statements in connection with a merger, in violation of Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) in In re Bemis Co. Sec. Litig.[1] This decision is significant because it provides favorable.....
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Earlier this week, the Third Circuit held in Delaware River Joint Toll Bridge Commission v. Secretary Pennsylvania Department of Labor and Industry that Pennsylvania ceded its authority to enforce its building code and safety regulations against the operator of a transportation facility, the Delaware River Joint Toll Bridge Commission (“Commission”). The Commission is a bi-state entity created by an interstate compact between Pennsylvania and New Jersey (“Compact”) and approved by Congress u...
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The United States Supreme Court has again granted a petition to examine standing in the context of class actions, specifically whether Article III of the Constitution permits members of a certified class to recover money damages when members of the certified class suffered no actual injury. This issue was presented to the Supreme Court after the Ninth Circuit issued an opinion and order in Ramirez v. TransUnion LLC, 951 F.3d 1008 (9th Cir. 2020), finding absent class members in a class action......
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In our previous alert, we described the sustainability reporting ecosystem shaping the disclosure parameters and approaches to voluntary disclosure given the lack of regulatory mandates on disclosure....By: Seyfarth Shaw LLP
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At the end of 2019, Coty Inc. (“Coty”) expanded its brand portfolio by closing a notable $600 million deal for a majority stake in reality star Kylie Jenner’s young cosmetics company, King Kylie LLC (d/b/a Kylie Cosmetics). The purchase placed the valuation of the Kylie Cosmetics at $1.2 billion. Drama soon followed the acquisition as reports questioning Ms. Jenner’s net worth (and consequently, the value of her cosmetics empire) surfaced in May 2020, overshadowing Coty’s launch of the Kyli...
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While the novel coronavirus (COVID-19) continues to disrupt the global economy, it is also causing the number of disputes over pending mergers and acquisitions transactions to rise....By: Seyfarth Shaw LLP
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On June 30, 2020 the Department of Justice’s Antitrust Division and the Federal Trade Commission (FTC) jointly issued new guidelines on how antitrust enforcers evaluate “vertical” mergers—mergers between suppliers and purchasers in the same or related markets......By: Seyfarth Shaw LLP
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Introduction - Those entering into new construction contracts should include custom language addressing the parties’ respective rights and responsibilities related to COVID-19....By: Seyfarth Shaw LLP
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On January 28, 2020, Senator Lindey Tippins introduced Georgia Senate Bill 315 (the “Lien Bill”), which, if enacted, will substantially change the way Georgia treats mechanics and materialmen lien claimants who furnish the statutory interim and final lien waivers to upstream parties, but do not receive payment....By: Seyfarth Shaw LLP
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